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EXHIBIT 10.16.1


                       INTEGRATED HEALTHCARE HOLDINGS INC.

                                  AMENDMENT TO
                              COMMON STOCK WARRANT

                                 APRIL 26, 2006

        This Amendment to Common Stock Warrant (this "AMENDMENT") is made and
entered into as of the date set forth above (the "EFFECTIVE DATE") by and
between Integrated Healthcare Holdings, Inc., a Nevada corporation (the
"COMPANY"), and Healthcare Financial Management & Acquisitions, Inc., a Nevada
corporation (the "HOLDER").

                                    RECITALS

         A. On December 12, 2005, the Company issued a warrant to subscribe for
and purchase a minimum of 26,097,561 shares of Common Stock of the Company
subject to the provisions and upon the terms and conditions set forth therein
(the "WARRANT").

         B. The Warrant, a true and correct copy of which is attached hereto as
EXHIBIT A, provides that the number of Shares issuable upon exercise of the
Warrant is subject to adjustment from time to time as set forth therein.

         C. A provision of the Warrant provides for adjustment of the number of
Shares issuable upon exercise of the Warrant based on changes in the fair market
value of the Shares (the "FMV ADJUSTMENTS"). D. The Company and Holder desire to
enter into this Amendment to, among other thing's, amend the provision contained
in the Warrant regarding FMV Adjustments.

        NOW, THEREFORE, in consideration of the foregoing recitals and the
mutual promises hereinafter set forth and for other good and valuable
consideration the receipt and sufficiency of which is hereby acknowledged, the
parties hereto agree to amend the Warrant as set forth herein and agree as
follows:

                                    AGREEMENT

         1. RECITALS. The foregoing Recitals are incorporated by reference as
though fully set forth herein.

         2. DEFINITIONS. Unless otherwise defined herein, capitalized terms
shall have the meanings assigned to such terms in the Warrant.

         3. AMENDMENT OF FMV ADJUSTMENTS. The first paragraph of Section 3 of
the Warrant is hereby amended to read in its entirety as follows:

                  "ADJUSTMENT TO THE NUMBER OF SHARES ISSUABLE AND/OR THE
         EXERCISE PRICE. The number of Shares issuable upon the exercise of this
         Warrant is subject to adjustment from time to time as set forth in this
         Section 3. Upon each adjustment pursuant to this Section 3, the Holder
         shall thereafter prior to the Expiration Date be entitled to purchase


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         the adjusted number of Shares of Common Stock at the Exercise Price.
         Notwithstanding anything to the contrary provided herein, the number of
         Shares of Common Stock issuable upon the exercise of this Warrant and
         the payment of the Exercise Price shall be automatically adjusted to be
         the greater of the following: (1) 26,097,561 Shares of Common Stock (as
         set forth on page 1 of this Warrant), (2) Shares of Common Stock
         representing thirty-one and nine one-hundredths percent (31.09%) of all
         Common Stock Equivalents (as defined hereinbelow) of the Company, or
         (3) the number of Shares of Common Stock equal to the Outstanding
         Amount (as defined hereinbelow) divided by the then current fair market
         value (as determined in Section 1(d) hereof) of each Share of Common
         Stock; provided , however, that if the number of Shares resulting from
         such calculation exceeds the aggregate number of shares of authorized
         but unissued Common Stock and authorized and issued Common Stock held
         in the Company's treasury then available for issuance upon exercise of
         this Warrant (such excess number of Shares is referred to herein as the
         "EXCESS WARRANT SHARES"), then the Company shall pay to the Holder or
         Holders, upon exercise of this Warrant for all or any portion of the
         Excess Warrant Shares, an amount equal to the then current fair market
         value (as determined in Section 1(d) hereof) of each Share of Common
         Stock multiplied by the number of Excess Warrant Shares for which the
         Holder or Holders have exercised their right(s) to purchase pursuant to
         this Warrant. For avoidance of doubt and solely for example purposes,
         if a) the Outstanding Amount is $5,000,000, b) the aggregate number of
         shares of authorized but unissued Common Stock and authorized and
         issued Common Stock held in the Company's treasury then available for
         issuance upon exercise of this Warrant is 28,000,000, c) the then
         current fair market value of each Share of Common Stock is $0.15, and
         d) the total number of shares that the Holder or Holders would be
         entitled to receive upon exercise of this Warrant in full was
         33,333,333 Shares of Common Stock, then upon exercise of this Warrant
         in full, the Holder or Holders shall receive 28,000,000 Shares of
         Common Stock, the Excess Warrant Shares would be 5,333,333.33 Shares of
         Common Stock and the Company shall be obligated to pay the Holder or
         Holders an aggregate cash payment of $800,000. As used herein, the term
         "OUTSTANDING AMOUNT" shall mean the amount of that certain $10,700,000
         loan (the "LOAN") made with respect to the Credit Agreement that is not
         repaid at the maturity or default of such Loan plus any accrued and
         unpaid interest thereon, Lender's fees, costs and expenses, and
         attorneys' fees, as such Outstanding Amount is determined in the sole
         and absolute discretion of the Lender. "COMMON STOCK EQUIVALENTS" shall
         mean, collectively, (i) all shares of Common Stock issued and
         outstanding, (ii) shares of Common Stock issued or deemed issued as a
         dividend or distribution, including on any preferred stock, (iii)
         shares of Common Stock issued or issuable by reason of a dividend,
         stock split, split-up or other distribution on shares of Common Stock,
         (iv) shares of Common Stock or Convertible Securities issued or
         issuable upon the exercise of rights, options or warrants to subscribe
         for, purchase or otherwise acquire Common Stock or Convertible
         Securities (as defined hereinbelow) (collectively, "OPTIONS") or shares


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         of Common Stock issued or issuable upon the conversion or exchange of
         any evidences of indebtedness, shares, preferred stock or other
         securities directly or indirectly convertible into or exchangeable for
         Common Stock ("CONVERTIBLE SECURITIES"), pursuant to the terms of such
         Option or Convertible Security, (v) shares of Common Stock or
         Convertible Securities issued or issuable to third parties upon the
         exercise of rights, options, warrants or otherwise, including, without
         limitation, to suppliers, banks, equipment lessors or other financial
         institutions, or to real property lessors, pursuant to a debt
         financing, equipment leasing or real property leasing transaction, and
         (vi) shares of Common Stock issued or issuable to employees or
         directors of, or consultants to, the Corporation or any of its
         subsidiaries pursuant to a plan, agreement or arrangement approved by
         the Board of Directors of the Company."

         4. NET ISSUE EXERCISE. Section 1(c) of the Warrant is hereby amended to
read in its entirety as follows:

                  "NET ISSUE EXERCISE. In lieu of exercising this Warrant, the
         Holder may elect to receive Shares of Common Stock equal to the value
         of this Warrant (or the portion thereof being canceled) by surrender of
         this Warrant at the principal office of the Company together with
         notice of such election, in which event the Company shall issue to the
         Holder a number of Shares computed using the following formula:

                          X = Y (A-B)
                              -------
                                 A

                    Where X     =           the number of the Shares to be
                                            issued to the Holder.

                          Y     =           the number of the Shares purchasable
                                            under this Warrant.

                          A                 = the fair market value of one Share
                                            on the date of election under this
                                            Section 1(c).

                          B                 = the Exercise Price divided by Y
                                            (as adjusted to the date of such
                                            calculation)."

         5. Section 3(d)(ii) of the Warrant is hereby amended to read in its
entirety as follows:

                  "(ii) in the case of the issuance of shares of Common Stock
         for a consideration in whole or in part other than cash, the
         consideration other than cash shall be deemed to be the fair market
         value thereof as determined by the Appraiser, whose determination shall
         be conclusive."

         6. The second sentence of Section 8(a) of the Warrant which reads:


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                  "The Warrants may be divided or combined, upon request to the
         Company by the Holder, into one or more 3new warrants representing the
         same aggregate number of Warrants."

                  is hereby amended to read in its entirety as follows:

                  "The Warrant may be divided or combined, upon request to the
         Company by the Holder, into one or more new warrants representing the
         same aggregate number of Shares."

         7. Section 9(c)(ii) of the Warrant is hereby amended to read in its
entirety as follows:

                  "(ii) Each Holder of Shares who participates in a registration
         pursuant to Section 9 shall indemnify and hold harmless the Company,
         each of its directors, each of its officers who have signed any such
         registration statement, and each person, if any, who controls the
         Company within the meaning of the Securities Act, against any losses,
         claims, damages or liabilities. to which the Company, or any such
         director, officer or controlling person may become subject under the
         Securities Act, the Exchange Act or other federal or state law, insofar
         as such losses, claims, damages or liabilities (or actions in respect
         thereof) arise out of, or are based upon, any untrue or alleged untrue
         statement of any material fact contained in any such registration
         statement, or final prospectus, or any amendment or supplement thereto,
         or arise out of or are based upon the omission or the alleged omission
         to state therein a material fact required to be stated therein or
         necessary to make the statements therein not misleading, in each case
         to the extent, but only to the extent, that such untrue statement or
         alleged untrue statement or omission or alleged omission was made in
         any such .registration statement, or final prospectus, or any amendment
         or supplement thereto, in reliance upon and in conformity with written
         information furnished by such Holder expressly for use in the
         preparation thereof; and will reimburse any legal or other expenses
         reasonably incurred by the Company, or any such director, officer or
         controlling person in connection with investigating or defending
         against any such loss, claim, damage, liability or action; provided,
         however, that the indemnity agreement contained in this subparagraph
         (ii) shall not apply to amounts paid to any claimant in settlement of
         any suit or claim unless such payment is first approved by such Holder;
         and, provided further, that the aggregate amount payable by a Holder
         pursuant to this Section 9(c)(ii) shall not exceed the net proceeds
         received by such Holder in the registered offering out of which its
         obligations pursuant to this Section 9(c)(ii) arise."

         8. Except as set forth herein, the Warrant shall remain unmodified and
in full force and effect.

         9. This Amendment may be executed in counterparts, each of which shall
be deemed an original, but all of which together shall constitute one and the
same instrument.


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        IN WITNESS WHEREOF, the parties hereto have executed this Amendment to
Common Stock Warrant as of the date and year first above written.


                                         INTEGRATED HEALTHCARE
                                         HOLDINGS, INC., A NEVADA CORPORATION


                                         BY:  /s/ Bruce Mogel
                                              -------------------------------
                                         Name: Bruce Mogel

                                         Title: Chief Executive Officer



                                         HEALTHCARE FINANCIAL
                                         MANAGEMENT & ACQUISITIONS, INC.,
                                         A NEVADA CORPORATION


                                          By: /s/ Joseph J. Lampariello
                                              --------------------------

                                         Name:  Joseph J. Lampariello
                                              -------------------------

                                         Title:  PRESIDENT
                                                 ----------------------


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